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Hexstone and Brendan O'Neil disclose 1.41M shares, warrants in LMFA

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G

Rhea-AI Filing Summary

Hexstone Capital LLC and Brendan O'Neil report beneficial ownership of 1,410,790 shares of LM Funding America, Inc. That stake represents 9.3% of the company's common stock based on 15,198,388 shares outstanding after the issuer's August 18, 2025 offering. Hexstone directly holds the 1,410,790 shares and related warrants exercisable for up to 1,410,790 additional shares; warrant exercises are subject to the issuer's stockholder approval and therefore are excluded from the reported beneficial ownership. Mr. O'Neil is Hexstone's managing member and shares voting and dispositive power over the reported shares; he does not directly own the shares.

Positive

  • Disclosure of a material stake: Hexstone reports a clear 9.3% beneficial ownership, exceeding 5% disclosure thresholds
  • Transparency on warrants: The filing identifies warrants for 1,410,790 shares and explains exercises require stockholder approval
  • Passive filing form: Filed on Schedule 13G indicating the position is represented as passive, not seeking control

Negative

  • None.

Insights

TL;DR: A single investor group discloses a significant 9.3% passive stake and warrants tied to stockholder approval.

Hexstone's reported 1,410,790 shares equal a meaningful 9.3% ownership post-offering, which is above common 5% disclosure thresholds and therefore material to shareholders. The filing is on Schedule 13G, indicating the Reporting Persons characterize their position as passive and not intended to influence control. The existence of warrants exercisable for an additional 1,410,790 shares increases potential dilution but those exercises require stockholder approval and are excluded from present beneficial ownership. For investors, the filing signals concentrated ownership and potential future share issuance if warrants are approved.

TL;DR: Reporting persons disclose shared voting and dispositive power; governance implications hinge on passive intent and warrant approval.

The Schedule 13G shows shared voting and dispositive power rather than sole control, and Item 10 includes a certification that the securities were not acquired to change or influence issuer control. The need for stockholder approval to exercise the warrants is a governance checkpoint that limits immediate dilution and voting change. Stakeholders should note the managing member relationship between Mr. O'Neil and Hexstone as the mechanism for exercising the reported rights.






Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)






SCHEDULE 13G




Comment for Type of Reporting Person: As more fully described in Item 4 of this Statement on Schedule 13G (this ''Schedule 13G''), such shares and percentage are based on 15,198,388 shares of common stock, par value $0.001 per share, of the issuer (the ''Common Stock'') outstanding after giving effect to the issuer's offering (the ''Offering'') disclosed in the issuer's prospectus supplement, dated August 18, 2025, to the registration statement on Form S-3, as amended (File No. 333-281528), declared effective by the U.S. Securities and Exchange Commission on November 21, 2024 (the ''Prospectus Supplement''). Beneficial ownership excludes 1,410,790 shares of Common Stock issuable upon the exercise of certain common stock purchase warrants (collectively, the ''Warrants'') held directly by the reporting person and issued in a private placement offering consummated contemporaneously with the Offering, which exercises are subject to the approval of the issuer's stockholders (''Stockholder Approval'').


SCHEDULE 13G




Comment for Type of Reporting Person: As more fully described in Item 4 of this Schedule 13G, such shares and percentage based on 15,198,388 shares Common Stock outstanding following the Offering disclosed in the Prospectus Supplement. Beneficial ownership excludes 1,410,790 shares of Common Stock issuable upon the exercise of the Warrants held indirectly by the reporting person and issued in a private placement offering consummated contemporaneously with the Offering, which exercises are subject to Stockholder Approval.


SCHEDULE 13G



Hexstone Capital LLC
Signature:/s/ Hexstone Capital LLC
Name/Title:Brendan O'Neil, Managing Member of Hexstone Capital LLC
Date:08/20/2025
Brendan O'Neil
Signature:/s/ Brendan O'Neil
Name/Title:Brendan O'Neil
Date:08/20/2025

Comments accompanying signature: See Exhibit 1 filed herewith.

FAQ

How many shares of LM Funding America (LMFA) does Hexstone report owning?

Hexstone reports beneficial ownership of 1,410,790 shares, representing 9.3% of common stock outstanding after the offering.

Does the filing mention any warrants related to the LMFA position?

Yes. Hexstone holds warrants exercisable for up to 1,410,790 additional shares, but those exercises are subject to stockholder approval and are excluded from current beneficial ownership.

What form was used to disclose the ownership and what does it imply?

The position was disclosed on Schedule 13G, which typically indicates a passive investor intent rather than a Section 13D active purchaser seeking control.

Who has voting and dispositive power over the reported LMFA shares?

Shared voting and shared dispositive power over the 1,410,790 shares is reported for both Hexstone and Brendan O'Neil; Mr. O'Neil is the managing member of Hexstone.

Are the warrants exercisable immediately into LMFA common stock?

No. The warrants' exercise is contingent on obtaining stockholder approval, so the issuable shares are excluded from current beneficial ownership.
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